Form 4: SEMrush CTO Oleg Shchegolev Reports Routine Tax Withholding on RSU Vesting

SEMrush Holdings, Inc. Chief Technology Officer and 10% owner Oleg Shchegolev reported the disposition of 19,694 Class A Common Stock shares for tax withholding purposes related to RSU vesting.

Summary

• Oleg Shchegolev, Chief Technology Officer, Director, and 10% owner of SEMrush Holdings, Inc., reported a transaction on July 18, 2025.
• The transaction involved the disposition of 19,694 shares of Class A Common Stock.
• These shares were withheld by the company to satisfy tax withholding obligations in connection with the net issuance of shares from the vesting of restricted stock units (RSUs).
• The price per share for the withholding was $8.91, based on the closing price of the company's Class A Common Stock on July 18, 2025.
• Following this transaction, Oleg Shchegolev directly beneficially owns 7,339,699 shares of Class A Common Stock (including RSUs).
• Indirect beneficial ownership includes 3,138,040 shares through Shchegolev Holdings, LLC, and 26,739,320 shares through The Oleg Shchegolev Irrevocable Non-Exempt Trust of 2020.

Sentiment

Score: 5

Explanation: The filing reports a routine, non-discretionary transaction (tax withholding on RSU vesting) and does not indicate any positive or negative sentiment regarding the company's performance or outlook.

Industry Context

This filing is a routine insider transaction report (Form 4) and does not provide broader industry context or trends. It reflects a standard compensation event for an executive.

Stakeholder Impact

• Shareholders: Minimal direct impact as this is a routine, non-discretionary transaction for tax purposes related to executive compensation, not a sale initiated by the insider for liquidity or other reasons. It slightly increases the public float by reducing insider holdings for tax purposes.
• Employees: No direct impact beyond the executive involved.

Key Dates

Keywords

SEMrush Holdings, SEMR, Oleg Shchegolev, Form 4, Insider Transaction, Restricted Stock Units, Tax Withholding, Beneficial Ownership, Chief Technology Officer